SERVICES AGREEMENT BY AND BETWEEN QUANTUM RESOURCES MANAGEMENT, LLC QRE GP, LLC QR ENERGY PARTNERS, LP AND QRE OPERATING, LLCServices Agreement • November 3rd, 2010 • QR Energy, LP • Crude petroleum & natural gas
THIS SERVICES AGREEMENT (the “Agreement”), made as of the day of , 2010 (the “Closing Date”), is by and between QUANTUM RESOURCES MANAGEMENT, LLC, a Delaware limited liability company (“QRM”), QRE GP, LLC, a Delaware limited liability company (the “General Partner”), QR ENERGY, LP, a Delaware limited partnership (the “MLP”), and QRE OPERATING, LLC, a Delaware limited liability company (the “OLLC”).
QR ENERGY, LP [•] Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • November 3rd, 2010 • QR Energy, LP • Crude petroleum & natural gas • New York
Wells Fargo Securities, LLC J.P. Morgan Securities LLC Raymond James & Associates, Inc. RBC Capital Markets, LLC As Representatives of the several Underwriters named in Schedule 1 hereto
FORM OF DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • November 3rd, 2010 • QR Energy, LP • Crude petroleum & natural gas
This Indemnification Agreement (this “Agreement”) is made and entered into as of this [Insert Day] day of [Insert Month], 20 , by and among QRE GP, LLC, a Delaware limited liability company (the “General Partner”); QR Energy, LP, a Delaware limited partnership (the “Partnership,” and together with the General Partner, the “Companies” and each a “Company”); and [Insert Director Name] (“Indemnitee”). Each of the defined terms used in this Agreement shall have the definition set forth in Section 14 of this Agreement.
FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT AMONG QUANTUM RESOURCES A1, LP, QUANTUM RESOURCES B, LP, QUANTUM RESOURCES C, LP, QAB CARRIED WI, LP, QAC CARRIED WI, LP, BLACK DIAMOND RESOURCES, LLC QRE GP, LLC, QR ENERGY, LP, AND QRE...Contribution, Conveyance and Assumption Agreement • November 3rd, 2010 • QR Energy, LP • Crude petroleum & natural gas • Texas
Quantum Resources A1, LP, a Delaware limited partnership (“QRA”), Quantum Resources B, LP, a Delaware limited partnership (“QRB”), Quantum Resources C LP, a Delaware limited partnership (“QRC”), QAB Carried WI, LP, a Delaware limited partnership (“QAB”), QAC Carried WI, LP, a Delaware limited partnership (“QAC”), and Black Diamond Resources, LLC, a Delaware limited liability company (“Black Diamond” and, together with QRA, QRB, QRC, QAB and QAC, “Assignor”), each of whose address is 1401 McKinney Street, Suite 2400, Houston, Texas 77010, for good and valuable consideration, the receipt of which is hereby acknowledged, effective as of 12:01 a.m. on ___________ (the “Effective Time”) does hereby TRANSFER and ASSIGN unto QR Operating, LLC, a Delaware limited liability company, whose address is 1401 McKinney Street, Suite 2400, Houston, Texas 77010 (“Assignee”) an overriding royalty interest in, to and under each of the oil and gas leases described on Exhibit A attached hereto (collectivel
OMNIBUS AGREEMENT BY AND AMONG QR ENERGY, LP, QRE GP, LLC QRE OPERATING, LLC, QUANTUM RESOURCES A1, LP, QUANTUM RESOURCES B, LP, QUANTUM RESOURCES C, LP, QAB CARRIED WI, LP, QAC CARRIED WI, LP, BLACK DIAMOND RESOURCES, LLC, QA HOLDINGS, LP AND QA...Omnibus Agreement • November 3rd, 2010 • QR Energy, LP • Crude petroleum & natural gas
THIS OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein), and is by and among QR ENERGY, LP, a Delaware limited partnership (the “MLP”), QRE GP, LLC, a Delaware limited liability company and the general partner of the MLP (the “General Partner”), QRE OPERATING, LLC, a Delaware limited liability company (“OLLC”), QUANTUM RESOURCES A1, LP, a Delaware limited partnership (“QRA”), QUANTUM RESOURCES B, LP, a Delaware limited partnership (“QRB”), QUANTUM RESOURCES C, LP, a Delaware limited partnership (“QRC”), QAB CARRIED WI, LP, a Delaware limited partnership (“QAB”), QAC CARRIED WI, LP, a Delaware limited partnership (“QAC”), BLACK DIAMOND RESOURCES, LLC, a Delaware limited liability company (“Black Diamond”) and together with QRA, QRB, QRC, QAB and QAC (collectively, the “Fund Group,” and referred to individually as a “Fund Entity”), QA HOLDINGS LP, a Delaware limited partnership (“Holdco”) and QA GLOBAL GP, LLC, a Delaware limited
